1933 Act. The Securities Act of 1933, as amended.
1933 Act. The Securities Act of 1933, as amended. 1934 Act. The Securities Exchange Act of 1934, as amended.
1933 Act. The Fund will furnish to the Underwriter, without charge, during the period when the Prospectus is required to be delivered under the 1933 Act, such number of copies of the Prospectus (as amended or supplemented) as the Underwriter may reasonably request. The Prospectus and any amendments or supplements thereto furnished to the Underwriter will be identical to the electronically transmitted copies thereof field with the Commission pursuant to XXXXX, except to the extent permitted by Regulation S-T.
1933 Act. 2 Affiliate.............................................................................................2
1933 Act. Section 3.9.1 1934 Act......................................................
1933 Act. (1) The Vendor understands that the Consideration Shares have not been registered under the United States Securities Act of 1933, as amended (the "1933 Act") and that the sale contemplated hereby is being made in reliance on the Vendor being an "Accredited Investor" as defined in Rule 501 under the 1933 Act and that he is acquiring Consideration Shares for his own account or for the account of an Accredited Investor as to which he exercises sole investment discretion, and not with a view to any resale, distribution or other disposition of the Consideration Shares in violation of the United States securities laws.
(2) The Vendor agrees that if he decides to offer, sell or otherwise transfer any of the Consideration Shares, he will not offer, sell or otherwise transfer any of such Consideration Shares, directly or indirectly, unless:
(a) the sale is made outside of the United States in compliance with the requirements of Rule 904 of Regulation S under the 1933 Act and in compliance with applicable local laws and regulations; or
(b) the sale is made pursuant to an exemption from registration under the 1933 Act provided by Rule 144 thereunder, if available; or
(c) the Consideration Shares are sold in a transaction that does not require registration under the 1933 Act or any applicable United States state laws and regulations governing the offer and sale of securities.
(3) Upon the original issuance of the Consideration Shares to the Vendor, and until such time as is no longer required under applicable requirements of the 1933 Act or applicable state laws, all certificates representing the Consideration Shares, and all certificates issued in exchange therefor or in substitution thereof, shall bear, on the face of such certificates, the following legend: "THESE SECURITIES HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "U.S. SECURITIES ACT"), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES AND MAY NOT BE OFFERED FOR SALE, SOLD, OR OTHERWISE TRANSFERRED OR ASSIGNED UNLESS THEY ARE OFFERED FOR SALE, SOLD, OR OTHERWISE TRANSFERRED OR ASSIGNED: (A) TO THE COMPANY; (B) OUTSIDE THE UNITED STATES IN ACCORDANCE WITH RULE 904 OF REGULATION S UNDER THE U.S. SECURITIES ACT; (C) PURSUANT TO THE EXEMPTION FROM THE REGISTRATION REQUIREMENTS UNDER THE U.S. SECURITIES ACT PROVIDED BY RULE 144 THEREUNDER, IF AVAILABLE, AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS; OR (D) PURSUANT TO ANOTHER EXEMPTION FROM REGISTRATION ...
1933 Act. The Holder has been advised that this Note and any Common Stock issued hereunder are not registered under the Securities Act of 1933 (the “Act”), or applicable state securities laws, but is being issued pursuant to exemptions from such laws, and that the Company’s reliance upon such exemptions is predicated in part on the Holder’s representations contained herein. Holder acknowledges that the Company is relying in part upon the Holder’s representations and warranties contained herein for the purpose of qualifying the issuance of this Note and of the Common Stock for applicable exemptions from registration or qualification pursuant to federal or state securities laws, rules and regulations.
1933 Act. 1933 Act means the United States Securities Act of 1933, as amended. Any reference to a section of the 1933 Act herein shall be deemed to include a reference to any applicable regulations thereunder and any successor or amended section of the 0000 Xxx.
1933 Act. 1 Affiliate..................................................................16 Agreement...................................................................1
